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CStone Pharmaceuticals — Capital/Financing Update 2017
May 24, 2017
50715_rns_2017-05-24_04e4ce03-8a4c-4d2d-8efa-b60a4433196a.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
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兗州煤業股份有限公司
YANZHOU COAL MINING COMPANY LIMITED
(A joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1171)
UPDATEANNOUNCEMENT TAG-ALONG OFFER IN RELATION TO THE VERY SUBSTANTIAL ACQUISITIONOF COAL & ALLIED FROM RIO TINTO
Reference is made to the announcement of Yanzhou Coal Mining Company Limited (the “ Company ”) dated 24 January 2017(the “ Announcement ”)in relation to, among others, the acquisition of all of C&A'sissued share capital from Rio Tinto Group (the “ Acquisition ”) by Yancoal Australia Limited(“ Yancoal Australia ”, an approximately 78% owned subsidiary of the Company). Unless otherwise indicated, capitalized terms used in this announcement shall have the same meanings as those defined in the Announcement.
As set out in the Announcement, triggered by the Acquisition, Yancoal Australia must make an offer to HVOR, the owner of 32.4% interests of the HVO Joint Venture, to acquire their 32.4% interest(the " Participating Interest ") in the HVO Joint Venture, a 67.6% majority-owned joint venture of C&A (the “ Tag-along Offer ”).
The Board is pleased to announce that, Yancoal Australia made the Tag-along Offer to HVORon24 May 2017, to acquire the Participating Interest(the “ Tag Transaction ”), fulfilling the relevant obligations under the SPA and the HVO Joint Venture Agreement with a price of US$710 million. HVOR can accept the Tag-along Offer before 23 June 2017.
If HVOR accepts the Tag-along Offer, Yancoal Australia and HVOR will sign a binding agreement regarding the Tag Transaction. The completion of the Tag Transaction will occur (1) if the conditions precedent, which include, among other things, obtaining the necessary regulatory approvals(the " Tag Conditions Precedent ") are fulfilled within six months of the date of Completion of the Acquisition, then on the date which is six months afterthe date of Completion of the Acquisition or such earlier date specified by Yancoal Australia,or (2) if the Tag Conditions Precedent are fulfilled only after six months of the date of Completion of the Acquisition, then on the date which is ten businessdays after the fulfilment of the Tag Conditions Precedent.
Further announcement will be made by the Company as and when required in accordance with the ListingRules.
By order of the Board Yanzhou Coal Mining Company Limited Li Xiyong Chairman of the Board
Zoucheng, Shandong Province, the PRC 24 May 2017
As at the date of this announcement, the directors of the Company are Mr. Li Xiyong, Mr. Li Wei, Mr. Wu Xiangqian, Mr. Wu Yuxiang, Mr. Zhao Qingchun, Mr. Guo Dechun and Mr. Guojun, and the independent non-executive directors of the Company are Mr. Kong Xiangguo, Mr. JiaShaohua, Mr. Wang Xiaojun and Mr. Qi Anbang.